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Group structure and business activities

The comdirect group offers private investors all of the key financial services and products for trading, securities and financial investments as well as payments and financing from under one roof. With our offering in brokerage and banking, as well as in advice – with a focus on building finance and systematic securities investment – we are the partner for more than 1.6m direct banking customers. In addition, there are around 1m end customers of our institutional partners – insurance companies, financial service providers, asset managers and investment companies. We offer these customers comprehensive product solutions for financial investments in investment funds, ETFs as well as call money and fixed-term deposit accounts. Our presence in both retail and institutional business enables us to extensively leverage all the opportunities offered by the growing direct banking market in Germany, for the benefit of our customers and our shareholders.

Fields of competence and group legal structure

As the parent company of the comdirect group, comdirect bank AG is directly responsible for direct business with private customers (B2C business line). Its subsidiary ebase GmbH (European Bank for Fund Services) is in charge of business with institutional partners and their end customers (B2B business line). The interaction between the two business lines helps the comdirect group expand its market leadership in domestic online securities trading as well as gain further market shares in online banking.

In the B2C business line, the range of products and services is pooled in the brokerage, banking and advice fields of competence. The B2C business line also includes separate assets in the form of five special funds which are part of the Treasury investments.

Major locations

The registered office of comdirect bank AG is in Quickborn near Hamburg and the registered office of ebase GmbH is in Aschheim near Munich.

Online business at the comdirect group is carried out primarily via the websites, but also through other access channels such as mobile banking, banking software, and banking apps for the iPhone and iPad. The bank offers high-performing Customer Services for direct contact with customers by email, telephone, fax or letter. Advisory services are predominantly provided by telephone. We offer our Baufinanzierung PLUS advice service at the four locations Berlin, Frankfurt/Main, Hamburg and Munich, as well as by telephone and online.

Management and control

Management and control of the comdirect group comply with generally accepted high standards. These are summarised in the Corporate Governance statement, including the Declaration of Compliance pursuant to Section 161 of the German Stock Corporation Act (AktG). The Corporate Governance report comprises additional detailed explanations in accordance with Section 3.10 of the German Corporate Governance Code and contains information on our compliance standards as well as the main features of the compensation system for the Board of Managing Directors and the Supervisory Board. The audited compensation report also forms part of the group management report.

There were no changes in the Board of Managing Directors in the reporting year.

Responsibilities of the members of the Board of Managing Directors (at the end of 2011)

Dr. Thorsten Reitmeyer
Chief Executive Officer
Business Development
Marketing & Sales
Product Management & Treasury
Corporate Communications
Dr. Christian Diekmann Finance, Controlling & Risk Management
Internal Audit
Legal Services/Compliance
Institutional Business/ebase (B2B)
Carsten Strauß Customer Services
Human Resources & Organisation
Process Management
Information Technology
Investment Advice
Building Finance

Personnel changes in the Supervisory Board and its committees are indicated in the report of the Supervisory Board.

Statement of Corporate Governance

The current Statement of Corporate Governance, including the Declaration of Compliance pursuant to section 161 of the German Stock Corporation Act (AktG), is available at www.comdirect.de/ir under “Corporate Governance”. Previous versions can also be viewed here.

Inclusion in the Commerzbank Group

comdirect bank is listed in the Prime Standard (Regulated Market) and in terms of market capitalisation, is one of the mid-size joint stock corporations on the SDAX. 80.53% of the shares are held by Commerzbank Inlandsbanken Holding GmbH, a wholly-owned subsidiary of Commerzbank AG. Commerzbank AG provides a range of services for comdirect bank, such as the processing of securities trading transactions, payment transactions and risk management services. In addition, the Treasury department of comdirect bank works closely with Commerzbank and generates interest income mainly from money and capital market transactions with Commerzbank AG or its affiliated companies. To a small extent, comdirect bank AG provides administrative services for Commerz Direktservice GmbH, which is part of the Commerzbank Group. A detailed overview of the business cooperation arrangements can be found in the group notes.

Key products, services, business processes

B2C business line

In its brokerage field of competence, comdirect facilitates speedy, secure and cost-effective trading through user-friendly functions and provides a continually expanded and optimised selection of products for medium and long-term investing.

We execute buy and sell orders for securities listed on German stock exchanges (spot and futures markets), including futures contracts. Furthermore, we facilitate access to more than 50 stock exchanges outside Germany (all figures as of year-end 2011 unless otherwise indicated). With comdirect LiveTrading, we additionally operate a highly efficient platform for OTC trading of equities, warrants, certificates, bonds and listed funds. In LiveTrading we work together with 26 trading partners. For trading, we offer a range of professional analysis tools and userfriendly order functionalities; since November 2011, the longer term limit functions previously only familiar in stock exchange trading have also been available in comparable form in LiveTrading following the connection of external limit platforms. With its trading partner Commerzbank, comdirect has been offering trading in contracts for difference (CFD) on its special CFD platform since September 2011.

In addition, comdirect offers its customers and interested parties extensive information relating to securities. comdirect Informer, a customisable instrument providing market and price information, was enhanced in the reporting year to include a special ETF Informer.

With regard to systematic asset accumulation, investors have access to more than 10,000 funds from over 150 fund companies as well as listed index funds (exchange traded funds, ETF), exchange traded commodities (ETC) and certificates. More than 600 of these securities are eligible for savings plans. Investors can also invest in selected asset management and lifecycle funds without front-end loads via our AktivSparpläne savings plans.

In brokerage, comdirect primarily generates commission income from the securities trading of its customers and associated services on the one hand and from front-end loads and sales follow-up commission in its funds business on the other. There is also interest income from loans against securities and settlement accounts.

In the banking field of competence, comdirect offers products for short through to long-term investment as well as daily money transactions. For payment transactions, comdirect offers the comdirect current account with satisfaction guarantee, along with V PAY/current account card and Visa card at no cost, as well as numerous service benefits. For financial investments, customers can use the Tagesgeld PLUS (“call money PLUS”) account and associated money savings plan, fixed-term deposit and time deposit accounts, as well as the currency investment account. comdirect bank also places consumer loans in cooperation with Süd-West-Kreditbank.

In banking, comdirect generates interest income by reinvesting customer deposits in the money and capital market through the Treasury department.

In our advice field of competence, we cover all the main customer requirements through our three offerings Baufinanzierung PLUS, Anlageberatung PLUS and Vorsorgeberatung PLUS. Anlageberatung PLUS is based on the system-backed monitoring and analysis of customer portfolios with regard to yields and risks every trading day and the advisory services are remunerated via a fee model. Baufinanzierung PLUS, which is also system-backed, facilitates a comparison of the terms and conditions of more than 250 building finance partners in order to select the best financing for the customer. Vorsorgeberatung PLUS covers the issues of old-age provisioning and financial protection for families, income and assets through insurance products.

In the advisory fields, comdirect earns commission income from placing building finance and provisioning products as well as fees from investment advice.

B2B business line

Through its B2B partners, ebase offers tailored solutions for asset accumulation and investments. End customers can choose from a range of over 6,000 funds from more than 200 fund companies as well as over 200 ETFs from four providers. Almost all (5,610) funds and ETFs are eligible for inclusion in savings plans. 280 funds are suitable for capital-building payments (VL contracts). VL contracts using ETFs were introduced in the reporting year.

The ebase Depot flex custody account allows sales partners to carry out fund transactions directly via the linked settlement account. Furthermore, this can also be combined with a call money or fixed-term deposit account. The custody accounts and accounts can be configured on a partner-specific basis or seamlessly integrated into the product offering and respective corporate design of the partner as white label versions.

ebase provides special product variants for the different target segments. For insurance companies, for example, ebase offers custody account solutions for fund-related collective or individual premium reserve accounts (OrderDesk custody account). Solutions are also available to efficiently manage funds relating to maturing life insurance policies. Among other products, asset managers use the Managed Depot custody account which features numerous special functions and provides the latest processing for standardised asset management with fund portfolios. Special solutions are also available for company and private old-age provisioning.

The effective online sales partner portal and ebase app provide the partners with comprehensive services and offer easy access to portfolio and transaction data. Custody account management is flanked by an extensive range of services, which include commission processing and professional data management as well as sales and marketing support for the partners.

The earnings model of ebase primarily centres on fees for custody account management and is supplemented by commission from funds business, interest income and transaction fees.

Key sales markets and competitive position

We are in competition with other direct banks and online brokers, traditional retail banks as well as B2B fund platforms. In terms of the number of custody accounts as well as the number of executed securities transactions in the B2C and B2B business lines, the comdirect group is the market leader in online securities business in Germany for modern investors.

Over the past few years, we have continually expanded our position in the direct banking market (B2C business line) and are one of the leading direct banks in terms of the number of customers. The long-term industry trends are positive: direct banks have gained new customers in brokerage and banking in recent years and still have significant growth potential (see outlook and opportunity report).

In the B2B business line, ebase leads the field in Germany in terms of custody assets in investment funds placed by third parties. It is also the partner of first choice in the independent financial advisors (IFA) customer segment. The partner network comprises around 70 financial service providers, 35 insurance companies and banks and 20 asset managers as well as ten investment companies.

We believe the customer segments and competitive environment in the B2B business are favourable in the medium to long term (see outlook and opportunity report). Insurance companies and non-banks can utilise the integrated and open custody account and account solutions to strengthen their core business. Due to tighter liability regulations, financial service providers have a growing need for product solutions for standardised asset management for instance.